Firm profile submitted by BGI Legal

BGI Legal was founded in 2005 by senior partners – Zaza Bibilashvili and Lasha Gogiberidze. Founding of BGI followed Ernst & Young’s global decision to exit from the legal service market. BGI is a successor to GCG Law Office (member of the Anderson Legal network at the time) and shares the legacy of EY Law Tbilisi. BGI Legal is recognised as Georgia’s leading independent full-service law firm, offering clients full range of legal and professional services. BGI’s lawyers have taken a lead role in substantially every major transaction to take place in Georgia over the last two decades. BGI Legal offers unparalleled diversity and breadth in its ability to guide clients in the increasingly challenging environment of Georgia’s fast-paced economic and legal development.

Banking, Securities & Capital Markets:4 partners, 11 fee earners
■ BGI holds the record in so far as the number of deals involving capital markets with Georgian assets are concerned; no one has more deals on this front than BGI, neither from those that went public nor those handled through private placement■ BGI has advised joint lead managers in US$500 million debut sovereign Eurobond issuance by the state of Georgia in 2008. This was Georgia’s first international sovereign bond offering following which Georgia became the first CIS country to have its Eurobonds listed on the London Stock Exchange. After this ground-breaking offering, in subsequent years we have acted as local counsel in a number of capital market deals which led to the state-owned companies of strategic importance, such as: Georgian Oil and Gas Corporation (GOGC) and Georgian Railway, also being listed on the London Stock Exchange■ BGI advised joint lead managers, in connection with the issue of USD 250,000,000 notes by GOGC due 2021. GOGC is the only National Oil Company of Georgia. Notes were admitted to trading on the London Stock Exchange. As a result of this transaction, GOGC has successfully refinanced Eurobonds issued in 2012■ BGI have acted as local counsel to joint lead managers in initial bond issuance in 2012 as well. BGI Legal advised Goldman Sachs and Citi on the placement of USD500 million bonds by Georgian Railways
■ BGI advised Barclays as a sponsor and financial advisor in listing of a major Georgian bank (TBC Bank) in premium listing segment of LSE following the successful completion of a tender offer. This will be the second time a Georgian commercial bank is listed on the LSE premium listing - a major development not only for the bank, but for Georgian banking sector in general. The bank’s shares were first admitted to the LSE as Global Depository Receipts (GDR) in June 2014 where BGI also acted as local counsel for the lead managers

Energy & Infrastructure:4 partners, 11 fee earners
■ In the energy sector, BGI Legal has had the privilege to be involved in most of the major energy and infrastructure projects in Georgia during the last two decades, starting from the most important project in the recent history of Georgia – oil and gas pipelines operated by BP, transporting Caspian oil and gas from the Caspian region through Georgia to Europe■ BGI Legal advises Korea Water Resources Corporation (“K-water”), a Korean state-owned company that was awarded development rights in respect of Nenskra hydro-power project in Georgia on a BOT basis. Nenskra HPP is the largest strategic hydropower plant in the history of independent Georgia. Nenskra HPP with 280 MW of installed capacity will annually provide Georgia with total energy generation of 1,200.00 GWh which will be fully consumed by the local energy market. Project cost runs over USD 1 billion
■ BGI acted for IFIs in Georgia’s key energy project which involved financing of the construction of the Shuakhevi Hydropower Project (the largest hydro project to have been developed in Georgia since independence). The $250 million debt financing arranged by IFC represented the largest-ever private hydropower investment of IFIs in Georgia, consisting of long-term secured senior loans. ADB and EBRD also acted as investors in the investment scheme.
■ BGI Legal advises IFC and EBRD with respect to the proposed investment to finance 433 MW Namakhvani Hydropower Project in Western Georgia. The project is intended to be implemented on the basis of BOO model. Once completed the Namakhvani Cascade consisting of three hydropower plants, will be the second largest source of hydro power in Georgia

Dispute Resolution:4 partners, 11 fee earners
■ BGI Legal represented Georgia’s former Prime Minister Ivane Merabishvili in criminal charges brought against. The European Court of Human Rights (ECHR) ruled that Georgia had violated Articles 5.3 and 18 of the European Convention on Human Rights in relation to the former Prime Minister. This was only the 7th case in ECHR’s 60-year history where violation of Article 18 was established. After an appeal by the Georgian Government, the Grand Chamber of ECHR delivered a landmark judgment on 28 November 2017, reaffirming and reinforcing the original ruling. This was the first case ever where violation of Article 18 was established by the Grand Chamber of ECHR. BGI also acted for the largest and the most popular private broadcasting company in Georgia, Rustavi 2■ BGI represented the owners of Rustavi 2 in a litigation which involved an attempt to take over the company through fundamentally distorted and government-orchestrated court proceedings. After Georgian courts ruled to deprive the current owners of their shares in the company, ECHR suspended the enforcement of the unanimous decision of the Grand Chamber of the Supreme Court of Georgia. This was the first ever case in ECHR’s 60-year history when such remedy was used in a civil case■ In a landmark judgment the Supreme Court of Georgia granted BGI’s application to refuse recognition and enforcement of a foreign arbitral award rendered by an ad hoc tribunal seated in London on the grounds that the award contained decisions on matters beyond the scope of the submission to arbitration. This decision will serve as a guideline for practitioners and increase the level of certainty for the parties seeking enforcement of arbitration awards in Georgia.
■ BGI Legal achieved registration of a trademark based on ‘distinctiveness acquired through use', following a complex legal battle on behalf of a multinational confectionery giant Ferrero. The respective ruling states that the sales volumes and advertising campaign conducted by Ferrero in Georgia enables Georgian customers to identify the requested trademark with respective goods. This is a landmark case in IP law, which will provide valuable guidance for other practitioners as well as Georgian courts■ BGI successfully represented Facebook and established a precedent of canceling a domain name where it contains another party’s trademark. This is a major breakthrough in this under-regulated field in Georgia, which should enable international as well as local trademark owners to successfully fight unauthorized use of their trademarks as domain names

Real Estate/Corporate/M&A:4 partners, 11 fee earners
■ Provided full legal support to a UK-based owner and developer of Galleria Tbilisi – the biggest shopping center project in Georgia, in acquisition, development and sale of the asset
■ Represented Citigroup in a USD 25 million mezzanine loan financing of a leading US-Georgian real estate developer and operator■ BGI has advised British, Polish and Israeli Embassies in purchasing real estate in Tbilisi for embassy premises■ Provided full legal support to a private investor in acquisition of the systematic commercial bank in Georgia■ Advised investor on privatisation of Georgian Telecom (then largest international communications carrier)■ Advised on Georgia’s largest privatisation program for the sale of energy generation and distribution assets with a total transaction value of in excess of USD 400 million

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